Takeda To Divest OTC And Select Non-core Belongings In Asia Pacific To Celltrion For Up To $278 Million USD

divest otc

1. Growth & Rising Markets business unit is focusing more on innovative drugs for complex and rare diseases.


2. Continued development of the divestment approach underscores Takeda’s dedication to financial discipline and fast deleveraging following the Shire acquisition.


3. Takeda Pharmaceutical business constrained (TSE:4502/NYSE: TAK) ("Takeda") today announced that it has entered into an agreement to divest a portfolio of opting for non-core over-the-counter (OTC) and prescription pharmaceutical products bought exclusively in Asia Pacific to Celltrion Inc.


("Celltrion"), an Incheon, South Korea-based biopharmaceutical company specializing in the research, development, and manufacturing of small molecules, biosimilars, and resourceful drugs.


Takeda will get hold of $266 million USD upfront in cash and as much as an additional $12 million USD in potential milestone payments. This is in addition to conventional criminal and regulatory closing situations.


4. The portfolio to be divested to Celltrion contains quite a few OTC items and pharmaceutical items within the Cardiovascular, Diabetes, and Familiar Medication therapeutic areas. These items are sold mostly in Australia, Hong Kong, Macau, Malaysia, Philippines, Singapore, South Korea, Taiwan, and Thailand by Takeda's Boom & Rising Markets company unit.


The portfolio generated FY 2018 net income of approximately $one hundred forty million USD, driven primarily by earnings from Nesina® and Edarbi®. While the items covered within the sale continue to play vital roles in meeting the needs of patients in these international locations, which fall under Takeda's chosen business areas – Gastroenterology (GI), rare ailments, Plasma-Derived treatment options, Oncology, and Neuroscience – which are core to its international expansion strategy.


5. In Takeda's growth & emerging markets enterprise unit, Ricardo Marek, President, growth & emerging markets business unit, said, "We had to speed up the commercialization of our innovative drugs for people living with complex and rare problems, and expand our method to facilitate access to drugs across the globe."


By doing so, we can better meet the unmet needs of patients. While we remain committed to Asia Pacific, and the emerging markets, divesting non-core products helps us achieve these desires."


"This announcement marks continued progress on our dedication to divest non-core items as we stay focused on maintaining our monetary self-discipline and rapid deleveraging following our acquisition of Shire," said Costa Saroukos, Chief Economic Officer, Takeda.


"One of a few transactions because of the launch of the divestment program, the sale today will also focus Takeda on our five key business areas and our pipeline of innovative drugs. We seem to be ahead of schedule to execute and bring on Takeda’s fiscal commitments, including paying down debt and focusing our portfolio."


6. Takeda has made amazing progress in its ongoing divestiture program. Takeda completed the sale of non-core assets in the Russia-CIS region to STADA for $660 million USD and in nations throughout the Middle East, Africa, and Near East for $200 million USD in March 2020.


In July 2019, Takeda completed the divestiture of Xiidra® to Novartis for up to $5.3 billion USD.


Moreover, earlier this year, Takeda announced the sale of non-core items in Latin America and America, the United States to Hypera Pharma for $825 million USD and in Europe to the Orifarm community for as much as approximately $670 million USD, together with the sale of two manufacturing sites in Denmark and Poland.


7. Takeda intends to use the proceeds from its divestitures to continue to reduce its debt. In addition, it plans to increase deleveraging toward its goal of 2x internet debt/adjusted EBITDA between March 2022 – March 2024.


8. Takeda has entered into a contract to sell a portfolio of 18 select OTC and prescription pharmaceutical properties offered in Australia, Hong Kong, Macau, Malaysia, Philippines, Singapore, South Korea, Taiwan, and Thailand to Celltrion for a total price of as much as $278 million USD. Takeda will invest $266 million USD upfront in cash plus $12 million USD in advantage milestone funds, according to standard legal and regulatory closing circumstances.


9. Takeda and Celltrion have also entered into a manufacturing and supply agreement under which Takeda will continue to manufacture the portfolio of divested items and provide them to Celltrion.


Under the terms of the contract, Celltrion will purchase the rights titles and activities to the products within the portfolio unique to those countries.


10. The transaction is expected to close at the end of the calendar year. This is based on common closing situations, receipt of required regulatory clearances, and, where relevant, compliance with work council necessities. Except then, Takeda continues to be the owner of these items and is responsible for providing access to them.


Takeda is being counseled by way of BofA Securities as its economic consultant and White & Case is its criminal advisor in this transaction.

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